Cross My Path
by Slayzer
Summary: Peter and Ava are after a thief of exceptional skill and unnatural luck, Black Cat. Can White Tiger win this fight alone or will the Black Cat get the better of her pursuers? When Spider-Man get's caught up in the cat fight will he be loyal to his growing feelings for the Tiger or will he fall for the beguiling charms of the Cat. Is this romance Spider/Tiger or Spider/Cat?
1. Chapter 1

Ultimate Spider-man is owned by Marvel and Man of Action. I make no money off the unauthorized use of their characters.

I don't normally Fanboy over shipping much. A few times watching Korra but I'm a Mako/Korra guy and I knew they end up together.

I love White Tiger/Spider-Man but I know Peter's going to end up with Mary Jane by the sole virtue of he's Peter Parker and she's Mary Jane and that's how it is.

Then I saw the Episode with Kraven the Hunter and there were so many cute Spider/Tiger moments throughout. Not just like five degrees of emotional inflections but deep moments of friendship, understanding and even some playful affections.

Could it be the makers have felt the rumbling of Spider/Tiger fans and are giving us shippers a few moments to keep us coming back for more? Or am I wasting my time obsessing over people who aren't real.

So even if Spider-man and White Tiger aren't real I have to believe that you the person reading this must be real. Now if you are in fact real then odds are your at lest obsessed enough about non-real people to be reading fanfiction about them. If this is so then maybe there is some meaning in all this obsession and it all works out in the end, right?

Really what I'm trying to say is please review, thank you.

Cross My Path.

By Slayzer

Spider-man swung threw the brightly lit New York night skyline. "Come on guys I need a sitrep asap."

Nova's bucket headed mug appeared on Spider-man's watch. "Do you think we have the time to going to run off and get you some Indian food. When the mission's over you can eat all the sitrep you want!"

If Spider-man didn't need both his arms for web-slinging he'd facepalm. "Nova sitrep means 'Situation Report' it's not a food item."

"Ohhh!?" Even with the bucket Nova still manged to look dumb. "I knew that. I was just testing you to see if you knew... -ahem- Power Man fell behind but me and Iron Fist are still on the thief's tail."

The image on Spider-man watch sifted to a GPS readout of the city and two blinking dots that were Sam and Danny.

White Tiger cut into the conversation. "Moving to intercept." She was closer to the target then Spider-man and would get there far sooner then him. Maybe it was the excitement of the chance and the night air mixing with the magic tiger talisman but the thought of showing up Peter made her blood run hot.

"Better hurry up or all you get is leftovers." Tiger mocked Spider as she leaped over several rooftops.

Peter couldn't help but smile under his mask. The oh so official White Tiger was coming out of her shell to banter with him. After their fight with Kraven the hunter Ava had started to open up to him more and more. She knew that the burdens she had to bare didn't mean she couldn't reach out to someone.

"Wake up from your catnap Tiger. No way your not going take down our tech thief before me."

"Come on Spider-man. We may be on the same team but we both know I'm way out of your league."

"Well aren't you feeling frisky tonight?"

Just then Coulson's face popped up on both Spider-man and White Tiger's commutators. "Stop using the SHIELD Comms Network to flirt and focus on the mission."

That shocked both the teens so much that Tiger blew a landing and Spider swung into one of J.J's billboards.

-Mid Town High-

Coulson was back at the school monitoring the team's progress. Nick Fury opened a privet comm line to Coulson. "You enjoyed that didn't you?"

Coulson smirked and took a sip of coffee from his 'Worlds Greatest Principal' mug.

"Yes, I did in fact."

It was a dark day in SHIELD when childish antics wore off onto it's most straitlaced agent. "Need I remind you that your team is chasing down a master thief who just robbed Stark Industries like it was a gas station. This is not the time for personal amusement!"

Coulson wasn't fazed in the slightest by Nick's fury. "Didn't you rub it in Iron Man's face when he asked for our help?"

(The Briefing)

Tony Stark sighed as Nick Fury practically danced around the table. "Come on Space Cowboy let me hear you say it again. Say it just like your 'I am Iron Man' speech."

"I need your help..." Tony said through grit teeth.

(end flashback)

"That has nothing to do with the mission." Nick answered curtly and then cut communications with Coulson.

-Back with Nova and Iron Fist-

The plan was working well so far.

The thief had made off with a portable hard dive filled with Stark Industries secrets. Even if there wasn't anything major like the Iron Man armors that data could be worth millions in the right hands or billions in damages to Stark if used for industrial sabotage.

Nova and Iron Fist were driving the thief toward a pincer ambush with Spider-man and White Tiger. The only unknown was just who it was that they were after. All that Iron Fist and Nova could see was a black silhouette running ahead of them and leaping from rooftop to rooftop with superhuman acrobatics.

Suddenly the silhouette stole a page from spider-man's book and shoot a cable into a near by skyscraper. The thief swung away putting themselves far a head of Iron Fist and Nova.

Nova poured on the power and took off after them. He had been holding back but now it was on.

The thief let go of the line halfway through their swing and kicked off the wall of the building. Not only was it an amazing work of gymnastics but it took Nova completely by surprise. While free falling the thief managed to kick Nova right in the face and knock him down to the rooftop of another building.

Iron Fist ran to where Nova and the thief landed. Nova was almost out cold but Iron Fist didn't see the thief anywhere. Then from the shadows behind a Daily Bugle billboard a woman's voice playfully called out to him.

"While it's true that some girls want to be chased you still have to put your all into it. Otherwise the girl might get the idea your not serious or that your trying to trick her."

The only thing Iron Fist could make out from the shadow speaking to him was a set of blue eyes. "I don't think there's anything wrong in tricking a thief."

Iron Fist charged into the shadows his iron fist smashing a wooden support beam like dry kindling. Then from out of nowhere five lines of pain flared across his back.

'Claws?' was all Danny thought as he moved to engage in opponent.

The thief was like ink in black water. She was never quite there when Iron Fist attacked but always ready with a counterattack. Danny smashed his way several more beams while the thief seemed to pour herself through the gaps and dance away. Then she'd draw in close and her claws would rake against Danny in short quick strikes.

Her left claw slashed against Iron Fist's chest before darting to slicing him across the face. The attacks were sallow however and did no major damage. It did leave him open for a brutal right kick that sent his head bouncing off a nearby beam.

This was not like Iron Fist and he knew something was wrong. Danny had trained in the dark and fought much stronger opponents. Something about her was keeping him from getting any momentum. It was almost like this just wasn't his lucky day.

A bright light filled the space as Nova swooped into the melee hoping to knock the thief out.

Naturally she dodged out of the way and Nova crashed into Iron Fist.

As the two teen heroes landed in a heap the thief just walked away. She stopped for a moment to knock out the end support beam of the billboard and send it crashing down on Nova and Iron Fist.

White Tiger saw the billboard fall a few rooftops away and quickly called Danny and Sam on her watch. "Iron Fist, Nova are you two all right?!"

For several long seconds nothing happened but then the pile of wreckage shifted. Iron Fist and Nova pulled themselves out of the mess.

"Ouch. Yeah nothing badly hurt but my pride." Nova replied.

Iron Fist was a little more grim. "Our thief knew we were pushing her into a trap. Be careful Tiger this thief isn't normal."

"What do you mean not normal? In our line of work we don't see a lot that's normal."

"She doesn't take a normal fighting stance but her movements are fluid, unorthodox and precise. In some ways it's almost like drunken boxing kung fu. Also I don't know how to say this but I think luck plays a part in her abilities."

White Tiger looked up form her watch. Her were eyes scanning the other rooftops for their thief. "I'll show her that training and skill beat luck every time."

"Spoken like a girl who's never been lucky." A chiding voice called from behind White Tiger.

Tiger turned around to see their thief walking along the building narrow railings. There framed in the city lights was a beautiful young woman. She wore a body hugging catsuit like Ava's but her's was black and low cut in the front to show off her ample cleavage. Her boots and clawed gloves were jet black but soft blue lines of light were layer throughout. A black ballroom mask covered her face and long platinum hair draped behind her. She looked every bit like a stray cat.

White Tiger took her fighting stance but the nature of her opponent unnerved a bit. Also she would bet there was at lest several million dollars worth of spy tech built into that black skin tight suit of her's. "Just who or what are you suppose to be?"

"Black Cat the legendary thief of luck and other precious items."

"Why don't you give up now and save yourself a trip to the vet?"

"Sorry kitten but I don't think you have what it takes to cage me." Cat said hopping off the railing then walking toward White Tiger.

"Kitten!" It was a childish jab but it did get Tiger's dander up and the claws came out, literally.

[White Tiger! vs Black Cat! MEOW!] (instead of Fight because their both cats)

Black Cat charged White Tiger and just like Danny's warning said, Cat didn't have fighting stance. She just looked so open and easy to hit but Tiger knew better. No matter how much Ava disliked this tasteless cat thief if she could go the distance with Iron Fist then she couldn't be underestimated.

White Tiger's powerful and dynamic kicks did nothing as the Black Cat slipped threw them. Cat's own soft and shallow claw swipes seemed to be everywhere and Tiger had to back off. The problem was that Cat seemed to want to keep this fight as up close and personal and never let Tiger put much space between them.

"Are we having fun yet Kitten?"

"The name is White Tiger not kitten."

"Tiger? If your a tiger then where are your stripes? If you ask me you look more like an albino chipmunk then a white tiger."

Of course Black Cat had to one of the 'witty' villeins who liked to talk. Tiger powered on through that nonsense and kept the pressure on her opponent. White Tiger's renewed fury took Black Cat off guard and she barely managed to dodged one of tiger's claws.

This time it was Cat who moved to put space between them and Tiger let her go. Black Cat used the top side of her hand to brush the fresh cut on her cheek. She smiled reviling a set of pointed cat like canine teeth. "Your trying to hard kitten."

"Don't even act like you know me."

"Oh come on we're like the sisterhood of the traveling cat suit. So let me give you some free advice, it's not enough to just show off your body without showing some skin. Most boys don't have any real imagination so you have to give them a little more to work with." Black Cat while gesturing to her own low cut and gravity defying black suit.

"What makes you think I want your lame fashion advice."

"I'm sorry it's just you seem to be in a catch 22. I bet your the over achiever of the team and you do it mostly so they don't think less of you as a woman. Noble yes but your ultimate goal isn't to be the strong powerful woman you are but just be one of the guys. Your like a tigress hiding her stripes and hoping to be confused for a kitten."

White Tiger had enough of this and moved to attack. This time she would be wary of whatever counters and feints Black Cat would have ready. Cat just stood there smiling but Tiger knew that was just one of her feints. This time nothing the cat burglar did would get Ava off her game.

"Until you let him see you as a woman he'll never love you." Black Cat said with sweet smile.

Ava couldn't help but think of Peter. Even with an enemy before her who need her complete attention Ava's heart and mind focused on Peter.

That was all the opening Black Cat needed.

Black Cat pounced. literally pounced like a house cat would with her claws outstretched landing on top of White Tiger. Claws tore into White Tiger as Black Cat pinned her down. Tiger tried to roll out or fight for leverage but Cat was just too adaptive and kept the upper hand.

The fight ended with White Tiger flat on her back with Black Cat's claws on her neck.

White Tiger had lost.

"Your lucky Kitten. The one thing I don't steal is lives but I can't have you following me. Now the problem is what to do with you? How about a makeover?"

Black Cat's index claw found the seam in White Tiger's mask and body suit and started cutting downward. White Tiger started to struggled as her costume was being ripped open.

"Easy now. If you struggle to much I may scar your pretty skin."

This wasn't just embarrassing, it was pure humiliation.

Black Cat smiled seeing White Tiger's rich almond colored skin. "I guess Latina Tiger just doesn't have the same ring to it. Then again like I should talk right?"

There came a sudden 'Thwip' sound and a pair of red spider webbed boots slammed into Black Cat, knocking her off White Tiger. Spider-man took Black Cat by surprise and the kick sent flying but she manged to twist around midair and land safely on her feet. Rather then being upset by this Black Cat seemed to get even more excited.

After all this was the one and only Spider-man she was getting to play with.

Spider-man however was more worried about his teammate. White Tiger was rolled up into a fetal position and he feared the worst.

"Tiger are you alright!?" Spider-man reached to help her.

"Don't Look!"

Spider-man stopped when he saw that White Tiger wasn't bleeding but her costume has been tore open from her neck down to her navel. She had to use both hands to hold the tattered remains of her costume closed just to keep some of her modestly.

"I don't want you to see me like this..."

Ava was crying.

Peter didn't need to see her eyes under her mask to hear the tears in her voice. Ava wasn't just humiliated she was mortified. To have her body laid so bare in front of Peter it just wasn't fair. Peter seeing Ava like this should have been her choice and his privileged but Black Cat had stolen that would be moment forever.

White Tiger looked up when a red and blue garment was held out in front of her. She raised her head and saw Spider-man shirtless with his head turned away from her and his shirt in his outstretched hand. Spider-man was now dressed only in his pants, web-shooting gloves and mask. Tiger couldn't help but notice those rock hard chiseled abs and strong muscular back of his.

"Sorry, it's not very clean and it kind of reeks." Spider-man said as White Tiger took his shirt.

Ava couldn't help but wonder how much of that gesture was calculation. Was his going shirtless a way to say that it wasn't that big deal that her costume was ruined? Was his turning away a sign of trust because when she asked him not look he wouldn't look so she needn't hide? Or was it just that Peter Parker was the kind of man who would give the shirt off his back if someone needed it?

White Tiger pulled Spider-man's sweaty shirt over her body. Ava's tiger enhanced senses made her feel Peter's scent like it was a physical force washing over her.

Oh how Ava loved Peter's scent.

While all that was going in Black Cat watched Spider-man like a cat watches a mouse. She also took note of his amazing physique. 'Marry Christmas Felicia Hardy.' Black Cat thought with a purr. She just couldn't wait to get her claws on him.

Black Cat just knew that Spider-man was going to so much fun.

-end-

I wanted to brake this up because Black Cat fighting Spider-man will be a very different fight then the one with White Tiger.

A few things about the Black Cat in this story, as far as her look gose think Black Cat from Edge of Time. (Google it if your not familiar with her hotness)

I don't know if any of you have play Bloody Roar 3 but I picture Black Cat fighting like that game's character Uriko. She's got like this crazy cat fist drunken boxing thing going on.

Also Black Cat's age is eighteen, not that I'll have a chance to work that fact into a conversation.

Now the problem for me becomes how do I end this. With a Spider/Tiger or Spider/Cat ending?


	2. Chapter 2

Ultimate Spider-man is owned by Marvel and Disney. I make no money off the use of their characters.

I'd like to thank everyone for your reviews and I noticed a few things in them.

First is that no one voted for Spider/Cat. Really no love for Spider-man and Black Cat at all?

Secondly is that many of you pointed out to me that Mary Jane was not Peter's first or only love. Also It's true that right now Mary Jane has friendzoned Peter so badly that he may as well be her brother.

Mary Jane however idolizes and adores Spider-man so just wait for it. Later this season or in the next Spider-man will save Mary Jane yet again and she'll find out it's really been Peter this whole time. After that it well be done deal and let the Peter Parker/Mary Jane lovefest begin.

But the main reason why Spider/Tiger will never be is that this is Disney cartoon and there are no interracial couples in Disney cartoons, Ever.

Cross My Path.

By Slazyer

Spider-man tried to stare down the Black Cat but it wasn't working. He told himself that it was the cold night air on his exposed chest that made him shiver and not the hungry looks from Cat's stunning blue eyes. Normally his opponents were glaring at him with hateful rage. So a smoking hot babe like Black Cat having eye sex with him was new and a little unnerving.

The quite wallflower Peter Parker never got a girl like Black Cat to even look twice at him. It felt good to be wanted, even if it was by a villainous vixen.

Black Cat moved to attack and Spider-man tried to rope her with his webbing. Her claws tore through his webs like they were streamers. She was getting closer but his spider sense kept him a half step head of her claws. Yet it took all of Spider-man's agility and spider sense to keep him from becoming a scratching post. So he couldn't counter Black Cat at all.

Spider-man and Black Cat were locked in near perfect movement and counter-movement. So much so that it seemed like they were dancing. A fast tempo, graceful and passionate dance that would be the envy of any lovers who watched them. There was also something in the way Black Cat moved or in her smile and soft purr like laughter that made Peter feel good.

This fight with Black Cat was the most fun Spider-man had in weeks.

Out of the corner of Black Cat's eye she saw White Tiger was getting back to her feet. Cat knew that she couldn't take both of them on at once. Black Cat made a low sweep to Spider-man's legs to back him off and then threw herself into a back flip. There was now enough space between them for her to make a running start at a get away.

"Come on Spider you know what they say. Three's a crowed but two's a date." Black Cat said with a smile and then shoat a small grappling hook and wire out of her right glove. A high powered micro motor winched the wire tight and Black Cat took off flying through the air.

If Spider-man wanted to keep up with the Black Cat then he'd have to leave now even if that meant leaving Tiger alone. "Wait for the others and then catch up with me as soon as you can." was all Spider-man had time to say before taking off after Black Cat.

White Tiger ran to the edge of the building but by then both Spider and Cat were out of sight. When he was in full web-slinging mode it was impossible for even White Tiger to keep up with Spider-man on foot. Her comm watch blinked and Power Man's face appeared.

"Yo, Tiger. I'm on my way with the Power Bike to pick up Nova and Iron Fist. What it look like on your end?"

"Spider-man's gone after the Black Cat by himself and I'm unable to pursue."

"The Black Cat?"

"It's the handle our thief uses but never mind that. We'll rendezvous and then go after them as a team."

"Roger that but hey mind if I ask you something first Tiger?"

"What is it Power Man?"

Power Man managed to cock an eyebrow over the rim of his shades. "Are you wearing Spidey's shirt?"

White Tiger blushed under her mask. "That's not important right now!"

"No but I bet there's a story there."

"Just meet up with me and the guys." Tiger said before turning off her comm.

-Across Town-

Black Cat and Spider-man were swinging from skyscrapers while the night life of New York flowed beneath them like some endless river of lights. Black Cat always loved this. The rush of flying and the exaltation of free falling before her line went taut and she'd be fly off again. Now she had someone to share it with. Spider-man chased after her but without his shirt he looked like some kind of Tarzan of a concrete jungle.

Black Cat cut off her line early and landed softly on the glass vertical face of an office building. She then stood up as easily as if she was on flat ground, her feet somehow anchored to the wall.

Spider-man landed next to her. "Okay the wall crawling bit is kind of my thing, trademark if you will. Now I have spider powers but how are you doing it?"

Black Cat tapped her boots on the glass panel she was standing on. "Electrostatic adhesion boots, they'll let me walk on anything but water."

"Got anything else in that catsuit I should know about?"

Black Cat struck a pose with her head back and her chest out. "Why don't you frisk me and find out." she said with a purr.

Black Cat then took off running up the shear glass wall of the building with Spider-man right on her heels. High tech boots or not this kind of vertigo inducing mode of travel was so in Spider-man's wheelhouse. Using his spider agility and reflexes Spider-man managed to tackle Black Cat and hold her down. He manged to twist one of Cat's arms behind her back and hold her down, or rather up, against a glass window.

On the other side of the window the quarterly office meeting became far more memorable. A half dozen office men and woman looked up from the conference to see a shirtless Spider-man wrestling with a black clad vixen.

"Were putting on quite the show." Even with Black Cat's arm wrenched behind her back she still managed to blow the office works a small kiss.

Spider-man looked up from the thief he wrested to the room full of shocked office drones. A few of them had their cell-phones out and were taking pictures.

That distraction gave Black Cat the fraction of a second she needed. She worked her free arm out from under her and slashed the window with her claws.

The claw marks flashed like sliver on the window before it shattered. Spider-man and Black Cat both fell into the conference room. As she was falling Black Cat rolled into a handstand and caught Spider around the neck with her legs. While having his face buried into the thighs of beautiful woman was not unpleasant Spider-man knew this was going to hurt soon. Black Cat used her legs to catapult Spider-man across the office and into a cubical wall.

Black Cat then flipped herself upright from her handstand and smirked seeing spider-man laid out in front of her. "Tell me that's not the best you have to give."

The repel Black Cat got was to have a keyboard thrown at her. Spider-man then threw a chair and several other common office items at her. Black Cat's claws easily shredded whatever was thrown at her.

Spider-man then snagged a fire extinguisher with a web line and whipped it at Black Cat. By the time Cat noticed the extinguisher it was too late and her claws had ripped it open. The fire extinguisher then exploded in a white cloud that enveloped the Black Cat.

Blinded by the cloud Black Cat couldn't see what Spider-man was doing but she heard the thwip thiwp of two web shots. Yet she didn't feel any impact so did that mean he missed her? "You missed Spider."

As the cloud clear and Black Cat saw Spider-man holding onto two web-lines one on ether side of the broken window behind her. Every muscle in his arms and chest were taut with tension as he pulled back on the lines. "Don't say that till you've see what I was aiming at."

Black Cat was dead center in a Spider-man slingshot.

Spider-man came flying at the Black Cat like a man coming down the luge, feet first and super fast. The force from the impact when they hit was enough to send them both flying across several city blocks.

It was at this point that Black Cat started to panic. She was free falling to fast to shoot a grapple line. Even with her enhanced cat like balance a fall from this height would still kill her. There was nothing Felicia could do to save herself. Her only hope now was Spider-man.

Spider-man shot a ball of webbing that sailed past Black Cat and expanded into a giant spider's web behind her. Cat felt the impact of the webbing as it stopped her fall and held her body down with it's stickiness. She didn't even have time to register what had just happened when Spider-man webbed her clawed hands to the web. A heartbeat later and Spider-man landed on top of Black Cat.

Black Cat could do nothing up look up in awe at her rescuer. Spider-man with his bare chest all torn and cut from claws and glass and now only an arms lengths away from her. It didn't matter to Felicia that she was the one who inflected those wounds or that he was the one who caused her predicament. Because in that moment Spider-man was her hero and the single sexiest man she had ever seen.

Spider-man seemed to be far less fazed the Cat was. "I bet there's a cat's cradle joke to be made here but I don't have the time to find it. I want the hard drive you stole."

"Is that all Spider? There's really nothing else you want from me? How dull and after we were having such a good time."

Spider-man may have the cat cornered but she wasn't without tricks. Trying desperately to forget how beautiful Black Cat was he tried again. "The Hard Drive Now!"

"Your getting so intents and I kind of like it." Black Cat then smiled and purred softly. "My right breast."

Spider-man was taken back a bit. "Your what?"

"The hard drive your looking for is hidden in the inside pocket of my catsuit just under my right breast." She turned her head to the side and pushed out her chest as much as she could. "I'd hand it to you but I'm a little tied up right now."

**The little Spider-man devil appeared next to Peter. "Do it. I don't care what the others say, be a spider-man and not a spider-girl."**

**The Angel Spider-man Appeared on the other side of Peter. "No you mustn't! Think of your mission, your team. Think of what Ava will do to you if she finds out about this."**

**The Spider-man devil waved the angel off. "Yeah like Ava's ever going to let you feel around in her catsuit."**

Black cat smirked taking Spider-man's silence as a sign of reluctance and gave him a push. "It's alright Spider. I give you my full consent to frisk me. You can put your hands anywhere you want on my body."

**Angel Spider-man had to cover mask as his nose gushed blood. "Your on your own."**

Spider-man was now left without his moral compass and struggling with the age old dilemma of adolescent males. That dilemma being the timeless battle of hot chick vs common sense.

Luckily the sexual tension was suddenly broken by a brown stone apartment building exploding in a ball of fire.

Spider-man and Black Cat both looked on as people came running into the street panicked while others were trapped inside the burning building.

"Cut me loose." Black Cat asked her previous flirtatiousness gone from her voice.

"What!?"

"I can help you save them if you cut me loose."

"Your a thief why would you want to save people."

"When my father taught his trade he had one rule above all others, never steal a life because those are truly irreplaceable. I know you don't trust me but I have the power to help save those people and that means I also have the responsibility to do so." Black Cat's eyes were pleading with Spider-man to let her go and help.

"Cat you just said the magic words." Spider-man ripped the webbing off Black Cat's hands and pulled her to her feet. He put his arm around her and them jumped off the web like it was trampoline before web-slinging toward the fire.

-Across Town-

The rest of the Team were tracking Spider-man's comm watch and were heading for him.

Power Man and Iron Fist were on the Power Bike while White Tiger rode the Spider-Cyclical and Nova was of course flying.

Nova flew in closer to White Tiger. "So first you steal Spidey's shirt and then you take his bike. What's next?"

White Tiger took a claw swiped at Nova and he flew off like an annoying little bug. "I told you my suit got ripped up and Spider-man gave me his shirt. I'm only taking his bike because me, Danny and Luke wouldn't fit on the Power Bike."

"Sure, sure that's what you say but I want to know what your not telling us."

"Leave her alone Nova before you get hurt." Power Man said.

White Tiger saw on the GPS that Spider-man had stopped and the could make up some lost ground. "Come on we have to hurry!"

Iron Fist saw how uncharacteristically hurried White Tiger was. "Impatiences will not make the journey any shorter."

"You know Danny some days those fortune cook sayings of yours really annoy me." White Tiger said before kicked the Spider-Cyclical into high gear and took off flying ahead of the others.

-Back at the Building Fire-

Spider-man ran out the entry way of the burning building with an unconscious man on his back. Once he set the man down Spider man started to pat out the embers that stung his bare chest. "The one day I lose my shirt and I have to go firefighting."

The NYFD had just arrived but by then Spider-man and Black Cat had manged to get almost everyone out. Black Cat came out of the top floor window and ran down the the side of the building with a woman in her arms. Cat handed the woman who had passed out from smoke inhalation to a paramedic.

The brown stone started to creak as fire ate at the last of it's supports. Yet even under all that noise Black Cat's could pick up the cries of one last person trapped inside.

"There still someone inside." Black Cat said before running up the wall back to the top floor.

"Cat the building's about to fall apart!"

"The keep it up for just a few seconds longer!"

Spider-man ran back into the ground floor and looked around. The fire was everywhere and large parts of the walls were gone. His spider sense was kicked into overdrive as both the floor and ceiling threatened to give way any moment.

"Okay Spidey think fast."

Spider-man used his web-shooters to patch up the walls and ceiling with a lattices work of spiderwebs. It was good thing that his webbing was flame resistance and they seemed to holding the building together. Yet all he could do was buy time as the fire and the building's own weight started to bring it down. Spider-man felt the building starting to cave in and he knew he was out of time.

Even with Spider-man's agility he just manged to clear the door as the building began to implode. He saw that everyone was still looking up at the top floor as waiting for a sign. Black Cat must still be inside the building.

Then from out of the think black smoke on the top floor a human shape dove out the window.

"Cat!" Spider-man ran to catch her but he needn't bother as she landed on her feet even from that five story drop.

A little girl was cradled in Black Cat's arms till she hand the girl over to her mother. Cat saw that Spider-man still had his arms out as if to catch her.

"Worried about me Spider?" Cat asked as she brushed some soot off Spider-man's chest.

"I can't believe I'm saying this, me of all people, but that was reckless and stupid. And yet it was also very brave."

"Not bad for our first hot date huh Spider?" Black Cat said with a smile.

"Date!?"

"Well what else do you call it when you spent the whole night having fun with beautiful girl?"

Spider-man didn't reply at first.

"What you didn't have fun?" Black Cat asked sweetly.

"I had fun but I don't think I ever said you were beautiful."

That stopped Black Cat cold and her mouth was left wide open in shock. Spider-man then quickly pulled her into his arms and web-zipped them into the night air.

"What's the matter Cat, Spider got your tongue?" Spider-man asked playfully.

Black Cat purred happily as she held onto Spider-man tightly. This had been the best night ever.

It was near daybreak when Spider-man and Black Cat stopped on a rooftop. Their team up was over and they were back to being hero and thief. However they both seemed reluctant to go back to those roles.

On a whim Black Cat reached into her catsuit and pulled out the hard drive she stole from Stark Industries. She gave the hard drive to Spider-man. "This is what you were after right?"

"Cat...?"

"Don't say anything. I do what I do for the thrill of it and you gave me enough thrills for a month."

"Then stay. You could join SHIELD and that way we could work together all the time."

Black Cat shook her head sadly. "Sorry, Spider. I like you but I'm no hero and I'm certainly no SHIELD agent."

As if on queue Spider-man's comm watch came to life with Nick Fury's face. "Spider-man what's the situation?"

"I've retrieved the stolen hard drive sir."

"And the Black Cat?"

Spider-man looked up at the Black Cat. She was just standing there waiting for him to give Fury his answer.

"The Black Cat got away sir."

"She what!?"

Spider-man turned off his comm watch before Nick could say anything else.

"Won't this cause you some trouble with SHIELD?"

"Probably but SHIELD rules aren't necessarily my rules. You used your gifts to help save lives today and you did it for the right reasons. I don't know you that well but I can tell you have a heart of gold under that catsuit."

"Oh Spider I've got a lot more then that under my catsuit."

Spider-man sighed and gave Black Cat a head shake. "Now that the moment's over and your back to teasing me again."

Before he could say anything else Black Cat had gotten within arms reach of Spider-man. 'How did she get so close without triggering my spider sense?'

"I'm not teasing you anymore" Black Cat warned as she pulled at the edge's of his mask. Spider-man felt Black Cat's fingers rolling this mask up off his face. At first he thought that Cat was going to unmask him but she stopped once she uncovered his mouth.

Black Cat then mashed her lips to Spider-man's and kissed him.

It was a real kiss, a steal your breath away kind of kiss. Spider-man quickly got over his shock and kissed her back. Black Cat even purred as their tongues danced in each others mouths. He took a half-step forward to put his arms around her. The skin on skin contact of his bare chest and her low cut catsuit felt like electricity.

Black Cat playfully bite Spider-man's lip as she pulled back from the kiss.

"Tastes like cherry." Cat said as she pulled his mask down and gave him one last look of longing before walking away.

Black Cat then fired her grappling hook and swung out of sight. Spider-man was left breathless and numb but in a very good way. He enjoyed that moment for as long as he could before his spider sense kicked in and warned him of danger.

Spider-man turned around to find himself facing the danger of, his team?

None of his teammates look happy to see him. They all must have seen the part where he let the thief they spent all night chasing after go after a giving her a long kiss good night.

Power Man shook his head sadly. "Dude you got played, hardcore."

Iron Fist lowered his eyes. "I believe you have neglected the better counsel of your heart and mind in this matter."

Nova just shrugged. "So if Web is playing suck face with the Black Cat that means Mary Jane is in play now right?"

Power Man and Iron Fist gave Nova a blank look.

"What?! I backed off her because I thought Web's might work his way out of the friendship zone. If he's moved on from Mary Jane then I don't see why I can't move in."

White Tiger didn't say a word but Spider-man felt her setting off his spider sense.

"Tiger I..." he didn't get a chance to finish.

White Tiger gave Spider-man a sharp swift kick to the side of the head that sent him to the floor.

"One of you grab the idiot and let's get back to base." None of the other boys even dared to lock eyes with White Tiger as she walked away.

-Temporary SHIELD Headquarters in New Jersey-

"What the hell were you thinking!? Wait let me guess, you weren't thinking at all were you! And what on earth happened to your shirt!?" Nick Fury yelled.

Peter winced and sifted the ice bag on his head. He was still shirtless but now all bandaged up and siting in Fury's office. This was supposed to be a privet meeting but the way Fury was yelling half the base could hear them.

"Between the ringing in my ears from White Tiger's kick and your yelling it's not making my headache go away any faster."

Nick Fury reached over and snatched the ice bag off Peter's head. "I'm serious here Parker. I've cut you a lot of slack because I think your worth it. I also believe that learn more from making your own mistakes then by just following my rule book. However this time it wasn't just some lack of procedure or a bonehead move you made. You betrayed the trust of your team and the whole SHIELD organization. You let a suspected walk away and you lied to me about it."

Peter bowed his head in shame and he could not argue with Nick's logic. "I don't believe Black Cat is a bad person."

"That is not your judgment to make Parker. What happens if next time Black Cat steals some Stark tech she sells it AIM or Hydra?"

"I know Black Cat's not the kind of person and I stand by my decision. I will also stand by whatever punishment you feel is justified for my actions."

Nick Fury nodded seeing that Peter was willing to accept whatever he handed down. "As of this moment on your suspend from all SHIELD related missions. I won't stop you from being Spider-man but you need to learn that working for SHIELD is a responsibility as well as a privilege. You are dismissed Mr Parker."

Peter got up to leave but Nick stopped him before he opened the door. "You never answered my question Parker. What happened to your shirt?"

"Ha, well it's kind of a weird story but..."

Peter was got cut off by the door sliding open with Ava on the other side of it. She couldn't even bring herself to look at Peter and just tossed a laundry bag at him.

"Here, I even washed it for you." Ava said before turning on her heels and walking away.

Ava had gone to the trouble to wash Peter's shirt then rip it shreds so it looked more like a ball of red and blue rags but at lest they were clean rags.

Peter gowned at the thought of sewing a new Spider-man shirt. "It's going to take me at lest two weeks to make a new shirt."

"By then your suspension should almost be halfway over." Nick added helpfully.

-end-

Well here we are again.

What happens next? Well I think Peter may need some help from his friends to get him through this. (perhaps even his amazing friends)

Truth is I had this story in my mind right up to the part with White Tiger seeing Spider-man and Black Cat kissing. Ava then goes all tsundere and won't admit that she love's Peter or is really jealous of Cat so she just kick's his ass and walks always like it's nothing. I honestly think Ava Ayala is the first Latina tsundere I've ever seen.

As always thank you for reading and please leave a review.


	3. Chapter 3

Ultimate Spider-man is owned by Marvel and Disney.

Hello my name is Slayzer and I am a fanfiction addict. I keep telling myself this is enough or I'll end the chapter after the next part but I can't. The ideas in my head won't leave me alone until I've bleed them from my psyche and onto my computer.

Okay I'm being melodramatic but I feel like I'm about to burn out here. So after this update I'm taking a few weeks off. I need to use my computer of other things then Fanfiction. Useful but not fun things like doing my taxes.

**P.S anything in bold text talking to the fourth wall or an aside bit.**

I thank you all for your reviews, ideas and support.

Cross My Path

By Slayzer.

Spider-man was perched on the edge of a New York skyscraper and waited for something, anything, to happen. He was trying to put his SHIELD suspension to good use and make more time for fighting street crime.

So far in the past two weeks of working on his own Spider-man stopped at lest a dozen muggers, several armed robbers and one bank heist. Not bad work for your friendly neighborhood Spider-man. It was this kind of everyday heroics that made him a beloved New York icon.

Then from just behind Spider-man the Daily Bugle Communications screen started to blared J. Jonah Jameson's lovely face. "We have just received more shocking video of that masked reprobate Spider-man canoodling with known super thief Black Cat. I must warn you all that these images are as shocking as they are incriminating"

Spider-man turned around and pointed an accusing finger at J.J's huge video face. "That's a damn lie and you know it! Where are the images of me and Black Cat saving a building full of people from a fire? The way Jameson tells it it sounds like I helped Black Cat rob Stark!"

Spider-man stopped when he realized he was arguing with a billboard and only crazy people do that.

Well even with being blackballed from SHIELD things weren't all that bad. It gave Peter more time with his in normal friends M.J and Harry. Things were also cool around the Parker household again. Spider-man letting the team down was one thing but Danny, Luke and Sam were still Peter's good friends.

Ava however was still angry. Two weeks later and she only said a few words to Peter and most of them couldn't be repeated without raising the rating on this fanfic. He didn't know why Ava couldn't just get over it.

After all it wasn't like he hurt her or anything.

Peter checked the time and knew if he'd need to be getting back home for dinner.

As Spider-man web-swinged away he couldn't help but feel disappointed. When he went out on patrol now he always kept an eye out for the Black Cat. It was at the point where Peter couldn't get her out of his mind. Black Cat was all he dreamed about at night and all he'd hope for all day.

Well maybe he'd have better luck the next day.

-Next Day-

Peter, M.J and Harry were all walking to together school and for the first time in a great long while. Harry had been really upset after what happened to Norman but with help from Peter and M.J he was getting back to normal. Well as normal as you can get after finding out your father became a mutated green super villein.

"So Peter where are your Sandwich Club friends? I haven't seen you guys all hang out together for a while now." Harry asked Peter.

"It's nothing, we just haven't had a lot of time to hang. Our secludes have just become rather different lately, that's all."

"Yeah but their mooching off your Aunt May. How busy can the really be not to walk to school with you."

Mary Jane looked somewhat perplexed. "Really? The way Sam tells it you all had some kind of falling out at your job."

That stopped Peter cold. "Since when did you and Sam start talking."

"I don't know about Sam but I started talking at 18 months. Now if you mean when did Sam and I start talking to each other more often, then last week. I've been helping Sam with his math homework and he's been helping me around the house."

Peter knew exactly what kind of 'help' Sam was around M.J's house. "Sam cooks for you doesn't he?"

Mary Jane didn't say a word but her face and small smirk said enough. For all his personalty flaws Sam was a very good cook.

Peter, Harry and M.J were just about at school when they heard the roar of a high performance car engine. A jet black Porsche 911 convertible came flying down the street before gracefully sliding into the teacher's parking lot. By the time they ran to the parking lot several dozen other students had already gathered to see what was happening. Peter couldn't help to notice the car's personalized license plate read, Unlucky.

As the driver of the Porsche got out she had to stop and fix her skirt. Even in a plan gray corduroy skirt, white blouse and blue vest she was amazing beautiful. Long platinum blonde hair and piercing blue eyes with an hourglass body that could stop time for any male who looked her way. Every high school boy watching her became a gobsmacked idiot.

Well every high school boy but Peter. He already knew how hot her body was and how good of kisser she was. Without a doubt he was sure that woman was the Black Cat.

'Why is the Black Cat here!? She's not looking for me is she?! I mean how could she know Spider-man goes to Midtown high?!'

**HEADLINE: Spider-man battles Frightful Four at Midtown High.**

**HEADLINE: Spider-man and Wolverine team up to defend Midtown High.**

**HEADLINE: Midtown High attacked by Asgard Hunters looking for Spider-ham.**

**HEADLINE: Trapster defeated during Midtown High musical about Spider-man.**

**HEADLINE: Spider-man battles Green Goblin at Midtown High.**

**HEADLINE: Spider-man and mutant Rhino battle at Midtown High.**

'Okay, Okay! So maybe I have been seen here with some regularity as Spider-man. But there's no way Cat would be able to pick me out of the hundreds of other students here. Could she?'

The young woman smiled and waved to the small crowd of adolescent males. "Hello Midtown High, I'm Felicia Hardy and I'll be your new Art Class teaching assistant starting today."

Felicia's ice blue eyes scanned the crowd carefully, like a thief casing a jewel store for that one perfect diamond. Peter's heart skipped a beat as her gaze pasted over him.

Flash Thompson saw how nerves Peter was and couldn't help teasing him a little. "Hey, Hey! It looks like Puny Parker is finally hitting puberty. What's the matter Parker, you all hot for teacher?" Flash said nudging Peter in the ribs.

Felicia's gaze fell back on Peter and, oh god help him, stayed there. The corners of her mouth turned up in a slight almost hidden smirk as she walked past Peter.

Flash watched Felicia walk away. "Man I am so taking Art Class."

-Midtown High-

Peter sprinted down the hallways like mad man. Fury took Peter's SHIELD communicator when he suspended him. Now Peter had to get to Coulson's office so he could warn the others. He burst in Coulson's office and slammed the door shut behind him.

"Agent Principal Coulson!"

Coulson didn't even looked up from his paperwork. "This had better be a school issue Mr Parker otherwise I'll have to ask you to leave."

"This is a school issue like you wouldn't believe. The Black Cat...!"

"Is our responsibility now and you are to have nothing to do with SHIELD until Director Fury says so. I thought he made the terms of your suspension clear to you. Now if your concerned about the Black Cat don't worry. We'll find her no matter where she hides and after that's done we can put all this behind us."

Coulson got up from his desk and was about to show Peter the door when someone opened it.

Felicia stepped into Coulson's office from the hallway. "I hope I'm not interrupting anything Principal Coulson?"

"Not at all Miss Hardy, Mr Parker was just leaving."

Peter tried his best not to make eye contact with Felicia as he walked past her.

"It was nice to meet you Mr Parker." Felicia said kindly with a sweet smile.

"**You ever have one of those days where you can't tell if it's the world or yourself that's gone insane? Yeah, worst day of school ever."**

-Art Class-

"Hello class, my name is Felicia Hardy and I'll be your Art TA from now on." Felicia said introducing herself to everyone.

The class included but was not limited to Peter, M.J, Harry, Ava, Danny, Luke and Sam. Everyone was sat behind an easel that was arranged in a circle around a pedestal in the center of the room. On top of the pedestal was a vase, some bandannas and an apple.

"Now I want you all to paint a picture of the vase and fruit as you perceive them to be. Use whatever colors and techniques you'd like but make the picture your personal expression of the world."

For the next half hour Peter tried to make himself inconspicuous and it seemed to be working. Felicia played her role as a teacher assistant very well and she was both helpful and knowledgeable about art.

Felicia stopped behind Sam and looked at his painting. "That's very nice work Sam."

Sam blushed a bit and tried to cover his painting. "Thank you."

"You have a nice eye for the aesthetic however there's just one thing..." Felicia then stanched Sam painting from his easel and showed it to the class. Sam had made a very soulful and beautiful painting of Mary Jane. "...Your subject was suppose to be the vase and fruit not the cute red headed girl by the window. Excellent work none the less."

The whole class roared with laughter.

Sam tried to defend himself. "No! It was just that she was in the right light so I..."

"Oh, so you were looking at the light and not the pretty girl, my mistake then."

Again the whole class laughed but Sam didn't care about any of them. The only one he cared about was Mary Jane and she wasn't laughing at him. Mary Jane just smiled softly and brushed some of her long red hair across her cheeks to hide a slight blush.

Peter however balked at what he saw. 'M.J and Sam are doing their homework together and now she's getting flattered by him. Did I wake up in the twilight zone or something?'

More unsettling was that Peter had been unable to share his suspicions about Felicia to the rest of the team. Without his comm he'd have to talk to them face to face but if Felicia saw them in a group the whole team's cover could be blown. Peter needed to get a message to one of his teammates.

Luckily or unfortunately one of Peter's teammates was sitting next to him but it was the one who wasn't talking to him.

"Ava we need to talk." Peter said in a hushed voice.

"No, Actually there's nothing we need to talk about." Ava said hotly without even turning to face Peter.

Felicia was on the other side of the classroom but Peter couldn't risk her overhearing him talking to Ava. With no other options he tore a off a piece off paper from his painting and quickly wrote Ava a note.

'SHIELD has a near limitless budget of and some of most complex communications technology in the world and here I am reduced to passing notes.'

Peter fold the note he just wrote twice and was about to pass it to Ava when Felicia snatched it from his hand.

"What's this Mr Parker?" Felicia then cast a suspicions eye toward Ava. "Are you passing love notes in class?"

"What!? No!" Peter tried to deny it.

The class just "Ooh!" as Ava looked very embarrassed and slightly angery.

Felicia read Peter's note and smiled. "You know in a world of text messages and twitter it's nice to see the art of writing love notes hasn't died out yet. How about we share this with the whole class. For your enjoyment class, an ode to a love letter by Peter Parker."

Felicia then began to read Peter's note aloud. "Ava this can't wait until we get home. I have something that I must tell you as urgently as if my life depended on it. Meet me after class somewhere that we can be alone. -sigh- My aren't you two just so passionate."

Ava quickly got up and stormed out of the room. She didn't care who saw her or what they thought about her actions. She just couldn't be in the same room as Peter right now.

Felicia put a sympathetic hand on Peter's shoulder. "Lover's spat?"

-Lunch-

While it was lunch the team was hiding out on the school's roof. Danny, Sam, Luke and Ava were only waiting for Peter who had just arrived.

"Thanks for meeting me on such short notice guys." Peter said as he closed the door behind him.

"Well you were real smooth about it." Luke as he gave Ava a little nudge.

Ava was even more upset with Peter after the Art Class fiasco. "What was so important that you had to ruin my reputation for? I don't think I can ever show my face in this school again."

"Look I'm sorry alright but I have to warn you all, I think Felicia Hardy is the Black Cat."

"And why would a super thief be posing as a teacher here?"

"I think she's looking for me or at least looking for Spider-man."

Danny nodded his head in arrangement. "I believe Peter is right. Miss Hardy dose have the same build as the Black Cat. An art major would not normally have a fighter's well trained physique like her."

Luke seemed to think about it. "This wouldn't be the first time someone tried to track Spidey at school. Remember the Frightful Four and Taskmaster?"

As much as Ava didn't want to listen to Peter she could brush off the suspicion of the others so easily. "Okay. Let's assume that the Black Cat is dumb enough to come right into our backyard just to find Spider-man. What do we do about it?"

Ava looked around but none of the guys were looking at her. They all seemed to be looking at someone behind her. Before she could turn around a pair of arms wrapped around Ava's chest.

"Well kitten you'd be 100% right if you changed the word 'dumb' with 'brazen'." Felicia said with a smile as she held Ava fast. Felicia's then started to grope Ava's breasts.

Ava had enough of this. She threw an elbow backwards and clipped Felicia's chin before whipping around to give her a powerful side kick. Felicia manged to block most of Ava's kick with her arms the force of it still knocked her back.

"Just making sure their not padded. That was my only doubt about whether or not your White Tiger. Your quite lucky to have such full and supple breast." Felicia smirked and rubbed the bruises on her arms from blocking Ava's kick. "Long sexy legs as well but if I'm not mistaken. White Tiger, Iron Fist, Nova, Power Man and you Mr Parker are Spider-man." Felicia said pointing to each one of them in turn.

The team formed up but they were not quite sure if this was the time or place to throw down. Peter tried to play it cool. "Nice theory but you got nothing to prove it with."

"Oh sure it won't stand up in a court of law but I have a way to prove that your Spider-man."

Before they could react Felicia jumped over them and tackled Peter. Once she had him pinned to the ground she pinned her lips to his mouth. Peter just laid there as Felicia french kissed him.

Felicia eventually came up for air but Peter was left breathless. "Taste just like Spider-man."

Just then Stan the janitor came up form the stairwell and saw Felicia on top of Peter. "Oh my, I guess someone's hot for teacher."

"She's not a teacher!" Peter said as the old janitor turn to walk away.

"I get it, to you she's a woman not a teacher. Nuff Said." Stan the janitor said as he walked away, disappearing as enigmatically as he came.

"Who was that old fart?" Felicia asked as she got up and help pull Peter to his feet.

Peter shrugged. "Just some unimportant old guy who's always seems to be in the background."

Felicia slipped an arm around Peter and sneaked her card and number into his back pocket. She the playfully patted his butt before walking away. "Well I only came here to find Spider so now that that's done I'll end my teaching career now."

"That's it you just came here to find Spider-man!?" Ava asked.

"Yes just him. I don't care about you or SHEILD or even Mr Parker. I only want Spider-man. Look me up next time your web-swinging through my part of town Spider."

With that Felicia left to tell Principal Coulson that she was leavening and wouldn't be coming back.

Ava however was not going to take this and she ran off to get to her locker and her spare White Tiger suit.

-Outside of Midtown High-

Felicia pulled her Porsche convertible out of the parking lot. She got to the near by stop light and waited for a green light. Just then a large shadow passed overhead and Felicia looked up.

White Tiger came leaping from the top of the school like a tiger pouncing on wounded prey. Tiger landed on the hood of the Porsche with her electric claws ripping though expensive precision European engineering like it was tinfoil. Felicia ducked her head as White Tiger's claws came slashing through the windshield.

"Hey! I'll have you know that I bought this car with money I earned myself!"

"Money you earned stealing." Tiger then grabbed Felicia by the throat. "Tell me how dose it feel to have something of yours taken away right in front of you?"

"Your overreacting a bit aren't you? I gave Stark his hard drive back so what's got you so riled up?" Then it clicked with Felicia what or rather who this was all about. "Wait this isn't about me stealing from Stark it's about me stealing from you. Your angry because I stole your boyfriend from right under your whiskers."

"He's not my boyfriend!"

"No he's not, he's mine."

White Tiger's claws tightened around Felicia's throat cutting off her air supply. "You may think this is a game but I warn you. If you reveal who Peter really is and his enemies come after his family then I will hunt you down, nine times if I have to."

Tiger relaxed her grip just enough to allow Felicia to breath. "I already said I don't care on bit about Peter Parker or his friends and family for that matter. I just want Spider-man so why don't we just share him? I get to keep him as Spider and you can have him when he's Peter."

White Tiger let go of Felicia and got off the ruined hood of her car. "Your disgusting." Tiger said and ran her claws along the side of the Porsche completely destroying the rest of it as she walked away.

Felicia was rather unfazed and just pulled out her cellphone to call AAA for tow truck.

-Parker House-

Ava stayed in her room reading a book which wasn't unusual for her. She didn't want to be bothered by anyone tonight and she needed to sort her feelings out. It was still a very raw feeling when she thought about Peter and Felicia kissing. Logically she knew that Peter being with Black Cat was bad idea. Yet now every time she looked at Peter all she could see was him kissing Black Cat.

Ava didn't know why but it was breaking her heart to even look at Peter.

A soft knock came from the other side of Ava's door and then a voice. "Can I come in, Ava?"

It was May Parker and she let herself into Ava's room.

"Ms Parker, what can I do for you?" Ava asked putting the book she was not reading down.

"I just wanted to see if you were alright. You've seen upset these past few weeks and I thought I could help."

"Thank you but I don't think you could ever understand what I'm going through."

May sat down next to Ava on her bed. "Don't be so sure. I know that look you've been wearing these last few weeks, I've worn it many times myself. The only thing that could make me angry like for weeks at a time was Ben Parker. How sad is it that the ones we care about the most are the ones who can hurt without trying."

Ava pulled her knees to her chest. "It's nothing like that. It's just... …."

"Yes?"

"There's this boy... oh God I can't believe how cliched that sounds."

May put a hand on Ava's shoulder. "Go on. Whatever you say to me never leaves this room."

"Well this boy and he's a jerk by the way. A smart, handsome, kind and wonderful jerk. But he kind of grew on me. Then things started to feel different between us. I thought that maybe we could be more then what we were before. We never talk about it and I don't think anyone else noticed but I just thought we keep getting close until..."

May nodded along. "So what did my jerk of a nephew do then?"

Ava looked at May stunned that she was found out. Ava jumped up from the bed so May couldn't see her face or the tears in her eyes the would confirm everything.

May didn't need Ava to say anymore as she knew the rest of the story. "Then you saw Peter and the Black Cat kiss."

"Exactly!" Ava said feeling the cathartic need to vent emotionally. "I mean he only knew her for a day, less then a day, but now he's so infatuated with her. Oh sure she helped him but It's not like I haven't pulled his webs out of the fire a few times these past several months. It's just I thought we we're getting closer but then he just so easily cast me aside and... …."

Ava stopped cold when she realized just how much she said without meaning too.

**A little Nick Fury with a jet-pack flew around Ava's head. He landed on her shoulder and pulled out a big red rubber stamp that said 'CLASSIFIED!'. **

"**It's called 'Secret Identity' for a reason!" the little Fury yelled as he bashed the rubber stamper on Ava's face with every word. Ava's face was soon covered with the word classified in red ink.**

Ava came back to reality and rubbed her face with her hands to get rid of her shocked expression, and the feeling of red ink. "You know?"

"You mean Peter's night life as Spider-man and his internship at SHEILD? Yes, of course I know. I'm not some helpless senile old woman."

"And about me?" Ava asked.

"Are we talking about your life as White Tiger or you feelings for Peter?"

Ava moaned dishearteningly.

"If it helps you hide your affections for Peter much better then your secrete identity. Well it was easy for me to find out who you all are. The helicarrier crashes and that night my superhero nephew come's home with five friends in need of place to stay. Like I can't put that together."

"Why haven't you said anything until now? And why to me and not Peter?"

"Peter will tell me when he's ready but until then I think it gives him some peace of mind if he thinks I don't know what he dose." May got up from the bed and put her hands on Ava's shoulders. "And It give's me great peace of mind knowing that he's not alone anymore and that your all out there with him. So I want to help you work though what your feeling Ava so you can keep my boy safe."

May Parker brushed away a strand of Ava's hair from her eyes and waited for the girl to look at her "I know that right now it must feel like the hurt will never end. But trust me one day you will get over Peter. Then you'll just see him as that goofball of a jerk he was before. It takes time but talking about it can help and I want you to know you can talk to me."

"Thank you Ms Parker." Ava said and was grateful but somehow sad.

"Of course there is an alternative plan but it would be even harder. You could fight to win Peter's love and I can help you with that as well if you wanted to."

Ava thought about it was May waited for a reply.

It didn't take long because if Ava Ayala was anything she was a fighter.

"I don't want it to end between me and Peter like this."

May pulled out her cellphone and speed dialed Mary Jane. "M.J it's May. I need your help with a few things."

"What are you doing?" Ava asked after May gave M.J a list of instructions.

"Don't worry. Unlike the Black Cat you have a support team to back you up." May then smirked evilly as she hung up the phone. "Besides I don't like that alley cat playing around with my nephew's feelings. So I'm going to show her that May Parker is not to be trifled with."

-Parker Living Room an Hour Later-

Peter was playing a video game with Luke while Danny was doing some mediation.

Sam came up from the basement and ran for the front door. "See ya guys later. M.J just called and want's me to finish that painting I made of her."

A few moment later and Luke got a text on his cellphone. "Yo, Danny we need to go."

Luke showed the text to Danny who didn't question it. "Let's us depart then with much hast."

"What's going on guys, Is this a SHIELD thing?" Peter tried to get a look at the text but Luke deleted it before he could see it.

Danny and Luke just ignored Peter and left without saying a word.

Peter was left scratching his head on what was going on around here. 'This all feels like some kind of Dr Doom like master plan is going into effect.'

May Parker came downstairs and saw how empty the house was. "What happened?"

"I don't know. Everyone just decamped."

"Well I have to some errands to run so I won't be home till later. Here's some money so you and Ava can order something or you two could go out to eat if you'd like." May said giving Peter some money and a harmless suggestion.

'Being alone with Ava right now feels like being trapped in a tiger's den.' Peter thought glumly. He had no idea that everything that happened in the last few minutes were all planed and executed on order of his Aunt May.

May left to run her errands and Peter went into the kitchen to grab a glass of milk. He was digging around in the refrigerator with glass in hand he heard footsteps.

Peter sighed as he grabbed the milk and closed the refrigerator door. The last thing this day need was another fight with Ava. Peter started to fill his glass with milk as he turned to face Ava.

That was when the world stopped spinning for Peter Parker.

Ava Ayala was wearing a long white silk evening gown that shimmered like freshly fallen snow. The gown had a long cut down the side to show off her legs. Ava also wore white heels that were not to high but high enough to put some tension in her legs. Peter eyes followed the tautness in Ava's legs up from her ankles to her calves and then to her thighs that were hugged by silk. Ava's long dark hair that she normally wore down was up and her face was done up elegantly with some makeup.

The seconds continued to tick away as Peter just stared at Ava. Was this vision of loveliness really the same Ava Ayala who had barely spoken with Peter all week?

"Geez Parker, should I get you a mop or something?"

"Am I drooling?"

"No your not but you emptied the milk carton on the floor."

Peter took note of the overfull glass and puddle of milk he was standing in. He quickly put both the empty carton and his full glass back in the refrigerator. "It's just that you so looks so... very... …. ah... Just..."

"What's wrong are your adjectives failing you?" Ava said with a smirk and not just any smirk but her smirk. That hidden smile Ava had when she got a higher score then Peter on a test. That competitive but playful smile that only Ava had.

It took that smile and her teasing to snap Peter out of his stupor. Because under that fancy evening gown was the Ava he's always known. That smart wit and sharp tongue to go with her beauty, like thorns to a rose.

"Why so dressed up Ava?"

"I just thought it be fun if we wore something nice and went out on the town for a change."

"Like we as in you and me? And out on the town as in date?"

"Yes, like you and me and a date."

-End-

For all the people who voted Spider/Tiger wait no longer as Ava beings her counterattack. So look froward to Peter and Ava's first date, that will be uneventful and nothing will go wrong. (Yeah right)

I was thinking that Ava isn't just a Marvel comic book character anymore but she's also a Disney cartoon character. In that case Ava is also Disney Princesses and should get to dress up and go to a ball. I've added to my season two wish list, Ava in formal ware slow dancing with Peter.

I don't know how to feel about this chapter. It's not really action packed like the last first two so I'm worried that it's weaker. So to keep it fresh I threw in a bunch of gags from the show like Stan and little jet-pack Fury.

Maybe it would be hard for some to think that Felicia could just walk into Midtown High and pick out our heroes in less then a day and I'll give you that. I dont' want to spent to much time at the school. Also her groping of Ava was more out of an ecchi anime thing then Marvel but some of you asked for Spider/Tiger/Cat so who am I not to try and deliver what the people want.

I do think that Aunt May already knows about Peter's life as Spider-man. That one episode when May frags the Beetle with a jet turbine. Then she says it was just luck while she has that smirk on her face.

Also if you blinked you may have missed the little Sam/M.J love I'm working in on the side.

Thank you for reading and please review.


	4. Chapter 4

Ultimate Spider-man is owned by Marvel and I make no money off this use of their characters.

Sorry for the longer then expected delay in updating. I find that life has a bad habit of refusing to cooperate with our plans and goals. Well I guess that dose make life a bit more interesting.

So anyway I noticed something when I re-watching some episodes. I can't think of the episode's name but there was an aside bit where Nick Fury gives Spider-man a Spider Buggy in a game show set up. Well when the Spider buggy is revealed the show girl next to the buggy is Ava Ayala in a short pink dress. Thinking about it that means Ava is Peter's dream girl or you could say that Peter dreams of Ava. (I've got to stop hunting for Spider/Tiger hints in this show and just start to enjoy it again)

Cross My Path

By Slayzer

"Yes, like you and me and a date."

Peter took a long moment to think about Ava's offer. It was perhaps one of the longest moments of Ava's life. After all the time May spent helping Ava do her makeup and getting her hair just right for nothing. More then that after Ava had talked herself up into asking Peter out on a date it would devastate her to be turned down. Every tick of the clock felt like a stroke of a knife's blade on her heart.

Peter started to say something and then stopped and seemed to reconsider what he was saying.

Ava felt her heart about to brake and cursed herself for being so foolish. Getting all dressed up and asking Peter out right if he wanted to go on a date. How could she be so stupid!?

"That sounds great." Peter managed to pull his eyes away from Ava's stunning dress and looked at his own jeans and t-shirt. "Let me just run upstairs and change into something more appropriate for a night out."

Ava somehow managed to gave Peter a smile that completely belied her short anxiety crises. "That would be a good idea."

Peter slowly walked past Ava before sprinting up the stairs so fast she could have sworn that he was flying.

Ava sighed and banged her head on the kitchen counter.

"It's okay. Peter said yes so everything is going to work out fine." Ava pulled her head up and rubbed her temples. "Asking the boy out is the hardest part so it's all smooth sailing from here, right?"

**The resounding silences from the Reader dose not help easy Ava's nervousness about the rest of the night at all.**

"Great, I'm so wound up that I've started talking to myself." Ava said wishing that this all would go a little more like how it works in the movies.

-Peter's Bedroom-

Peter dug through several piles of dirty clothes looking for a clean shirt. Even if by some miracle he did find something clean odds were it wouldn't be a nice enough for a formal date. Ava would look radiant in her dress and Peter would show up looking like a scrub in his least dirt shirt and jeans.

Peter was on the floor digging under his bed looking for some clean-ish clothing. As he got up from the floor he noticed a suit bag laid out on top his bed and a note.

Peter quickly read the note.

_Dear Peter._

_Knowing you I bet your too flustered to remember Ben's old suit so I had it brought down for you._

_P.S_

_other things you should not forget._

_Brush your teeth and use mouthwash._

_TRY to limit yourself to only a splash of cologne._

_Also comb your hair before you go._

_Love Aunt May._

Peter crumbled the note up the threw it over his shoulder. "It's not like I need Aunt May to remind me of every little thing."

Opening the suit bag Peter found another note.

_PSS_

_If you had thought of the suit in the first place then I wouldn't have to keep reminding you of every little thing!_

Peter felt a chill worst then any spider senses. "How dose she do that?"

-Downstairs-

Ava sat on the couch and waited for Peter to finish getting ready. Even with May helping her it took Ava the better part of an hour to get ready. However she didn't have the proportional speed of a spider.

It took Peter less then five minutes to get himself groomed and fully dressed

As Peter came down the stairs it was Ava's turn to be awestruck but she hid it much better. Dressed in a black vintage suit with white dress shit and black tie with black shoes that had been polished to a mirror finish. His hair was combed and clean but not styled so he still looked rather boyish. About the only thing wrong that Ava could see was that Peter's tie was a little crooked.

"How do I look?" Peter asked Ava giving her his best charming smile.

"Like you should be robbing Las Vegas with Frank Sinatra and Dean Martin." Ava said as she walked up to Peter and started to fix his tie for him.

"Frank and Dean but not Clooney and Pitt?"

Ava smirked as she pulled Peter's tie close to his neck making it just perfect. "Not in that vintage 60's suit but you were born to play the part of charming scoundrel. "

"I'll take charming but I don't know how to feel about being called a scoundrel."

Ava put one of her hand on Peter's chest and felt the layers of material between her palm and his skin. "Your not just wearing your Uncle Ben's old suit are you? Because even though you got all dressed up for me you were also get ready to leave at a moment's notice." Ava removed her hand from Peter's chest and turned her back on him. "I think that the omission of truth is worst then lying and that's what makes you a scoundrel."

Ava saw right through Peter. Under his uncle's old suit he had on his Spider-man suit just in case something happened while he was out with Ava. "You know that me being Spider-man comes first in my life."

Ava grabber her white purse and showed Peter it's contents. There where no keys, makeup compact or any mundane stuff like that. Ava had her White Tiger talisman, mask and electric claws. Ava was going out with her superhero kit just in case something did happen.

This confused Peter greatly. " Wait, so your going out on our date all geared up as well but your mad at me for doing the same thing?"

"I'm not mad but I want you to understand that I get it. I get why you might have to run off in a moments notice and that you don't have to lie to me about it. I want you to know that you can be honest with me."

Peter nodded his head as he got what Ava was saying. "Your right but it's just that after lying to Aunt May and all my friends for so long it's become habit. It doesn't feel good but I do it to keep them safe. The shock alone of finding out that I'm Spider-man would probably kill poor Aunt May."

Ava struggled to keep a straight face. "I'm sure she could handle it."

"Huh, what do you mean?"

"Nothing. It's just that I think May is a stronger woman then you give her credit for." Ava then turned away from Peter as she shouldered her purse. "So should we call a Taxi and head off into the city?"

"Taxi? When your with Spider-man you travel in style."

-Manhattan at Night-

The cool night air slipped through Ava's silk dress like it wasn't even there as Peter web-slinged them thought the city. The chill of the air wasn't so bad but it did make Ava hold onto Peter's body for some more warmth. Ava couldn't help but wonder if that was Peter's plan from the start.

"Don't you think we should be wearing our masks when we do this?" Ava asked as the wind blew some of her hair across Peter's cheek.

"One thing I noticed about people is that they never take the time to look up. Everyone is so focused on moving froward that they don't stop to look at the wider world around them."

Ava glanced down and saw that Peter was right. Even though the streets were packed with people none of them looked up. Everyone just kept forging on ahead without a care for anything around them.

Peter swung down into an abandoned lot so no one could see them land. Ava had to take a moment to straighten her dress that had rode up on her a bit. She wasn't making a show of it put Peter couldn't help but stare at Ava's briefly exposed thighs. When she finished Ava looked up to see Peter's outstretched hand.

"May I?" Peter asked.

Ava fought down a smile and locked her arm with Peter's. "You already carried me halfway across Manhattan in your arms but now your asking for my permission. Why the gentlemanly turn?"

"Even us lying scoundrels can clean up our act for one night and act the part of a proper gentlemen."

Ava let herself be taken on Peters arm and the two of them walked out into the bright river of lights and people that was Manhattan. It felt nice to just be part of the crowed, to pass people they probably saved or could save someday. To see the city and not fell the weight of it's guardianship or keep an alert eye out for danger. To just a boy and a girl out for a night in the big city.

Ava pulled herself closer to Peter and she felt him pull away for a moment before being conformable with her. Still she felt that moment of doubt and how he pulled away.

"Do I make you nerves?" Ava asked as her eyes scanned Peter's face.

"Somewhat. I've always been a little intimidated by your skills and resolve but now that I have you on my arm and your in that dress, I just feel a little..." Peter looked away from a moment. "...afraid."

"You know how strong and how capable I am."Ava stopped and turned Peter's head so she could look him in the eyes. "I'm not going to leave you like your Uncle Ben."

The people Peter cares about always get hurt, always. How could he not think that it was somehow his fault or that by keeping people he cared about a arms length would keep them safe. He knew rationally that none of that was his fault but fear wasn't a rational animal.

Feeling some much needed confidences Peter and Ava walked into the restaurant that held their reservation. It was a nice place but not too fancy. Good food, low lit lights, formal dressed waiters and a live band playing soft contemporary jazz. The kind of place you could dress up for but they wouldn't kick you out if you showed up in street clothes.

A waiter lead Peter and Ava to table and then took their dinner orders.

Peter couldn't help but gaze across the linen table top at Ava. The candle light seemed to dance off her dress and give her some soft radiant glow. He just sat there and took in everything about Ava, down the the pink lipstick film she left on her glass of water.

Ava smirked slightly as she felt Peter's gaze on her body like it was a touch. "Do you want to talk on our date or just spend the whole night looking at me."

"I could spend forever looking at you..." Peter said without thinking and caused Ava blushed red. Peter didn't know if he had unintentionally flattered Ava or embarrassed her.

**A little Iron Man popped into existences next to Peter's head, the face plate opened and Tony gave Peter a dirty look. "Yeah, real smooth there Romeo, so smooth you let her slip from your fingers. Look here's how comeback from that, make a big show and spend a lot money on her and get yourself back in her graces."**

**A lightning bolt fired Tony and a little Thor flew down next to Peter. "NAY! Speak truthfully and the lass will respect you. For in truth it is she who must chose you and acts of chicanery will not win you her heart." **

**Iron Man hit Thor with a repulsor blast. "If want to end up with a woman who sings off key and wares horns on her head then go ahead and listen to old word here. Now the girls I know, who don't live in the dark ages, are a bit more complex."**

**A little Hulk sudden appeared and then smashed Iron Man and Thor together knocking them out cold. "Hulk say Bug-man SMASH Kitty-girl!" he then shook his tiny hands in rage and screamed into the heavens. "SMASH!"**

**Peter turned away from this nonsense to look a you the reader. "Is it me or are my imaginings extra useless today?"**

"I didn't think..." Ava started to say something but looked looked away from Peter and toyed with her glass of water.

"You didn't think what?"

"I didn't think that I was your type. I just assumed the type of girl you like was like most boys I know. That blond, blue eyes and buxom ideal woman that advertisers have been selling for years. Looking at myself in the mirror the only B word that jumps out at me is brown. I see my brown eyes, brown hair and brown skin." Ava admitted.

"When I look at you Ava I see your lovely brown eyes, gorgeous brown hair and beautiful brown skin. Then I think about how smart and dedicated you are and I ask myself what could I ever be to her? As for my type the only type I have is someone who cares about me for who I am."

"Then what about Cat?" Ava asked knowing full well that this topic could be a landmine she just stepped on.

"Cat likes Spider-man not me. In a way that fact is like armor because I don't feel afraid to be with her."

"But being with me scares you?"

"I think it's only because I'm more emotionally invest in you. It's more then the whole we're on the same team thing. It's the I like seeing you at school and at home and the normal things we do together. I guess that if I lost you I would just feel it more and that worries me, I care about you more. To be honest I'm still a little stunned you asked me out."

"I was not at all impressed with Spider-man when I first saw him. It took meeting you, Peter Parker, before I stated to grow some respect for Spider-man. Your a rarer thing then a superhero Parker, your a good man. You have such a kind and gentle soul and I think that's much more amazing then a power to climb walls."

The jazz band started to play something that you could dance to. "Come on let's go dancing."Ava said as she pushed her chair back and got up.

Peter got up and joined Ava on the wooded dance floor with several other couples. Peter hesitantly put his arms around Ava when she took a half step toward him. "Move closer to me and put your hands on my hips."

This felt way different then when Peter was holding Ava while Web-swinging. The slow movement of her body and the softness of her touch. To feel the curve of Ava's waist under her silk dress like it was bare skin. Peter was enjoying this dance with Ava and she could see it in his eyes. "Having fun?"

"I was just thinking what happened to the proud White Tiger who told me she could save herself the first time I held her in my arms?"

"That was White Tiger not wanting to be shown up by Spider-man. This is just Ava Ayala enjoying her first dance with Peter Parker."

"Dose that mean there's going to be a second?"

Ava smile and thought about the question even those the answer was obvious to her. "I think there's a strong possibility of more dances in the future."

Ava got quite all of a sudden."This won't change anything with our working together will it? I don't want you to feel like you have to keep me out of a fight or protect me. If you did anything like that I don't think I could forgive you."

Peter thought about it. "I could never think that White Tiger or anyone else on my team needs to be kept from a fight, I respect you all way to much for that. If this dose change anything between us I'd hope that it's you'll rush to my aid faster the next time I'm a little over my head."

Ava smirked. "Oh so it's going to be the same thing as always. You getting yourself in trouble and me coming to save you and the day."

"I would like to refute that but the fact is that I do owe you my life several times over."

Peter and Ava then lapsed into a conformable silence as they danced. The world seemed to melt away leaving only the two of them and the music.

That was when Ava's watch started talking to them. "Tiger, come in. I need you and the team for a mission asap." Nick Fury said as his face appeared on her watch.

Ava had her arms around Peter shoulders so Nick was a little surprised when he saw Peter's face. "I'm sorry Ava Ayala can't come to the com right now. Please leave your name and the nature of your disaster and she'll get right back with you at her first availability."

"Parker!" Ava quickly let go of Peter and turned away from him so she could talk to Nick. What ever she and Nick were talking about it only lasted a few moments. When Ava turned around Peter already knew form that look in her eyes that she'd be leaving.

"Go." Peter said with a small sad smile before Ava could say a word. "I'd go if our roles were reversed."

"This is not how I wanted our night to end." Ava admitted sadly.

Peter shrugged his shoulders. "It seems that nothing goes the way we want it. I won't wish you luck or tell you to take care so I'll just say..." Peter took hold of Ava's hand and kissed it. "... see you later."

Ava blushed and knew that even if this was the end of the date it was just the beginning of something wonderful with Peter.

Still she wanted the night to end on a bang.

Ava grabbed Peter's wrist and pulled him close so she could kiss him on the lips. It was only a lite touch of her soft lips on his and lasted barely longer then a second. Still that was enough for Ava to make Peter's heart skipped a beat.

Ava then ran off with with her face blushing bright red and Peter alone on the dance floor looking like a sculpture.

After walking back to his table alone the waiter gave Peter a consoling look. "C'est la vie." the waiter said giving Peter the check.

"C'est la vie." Peter echoed with a knowing smirk as he paid the waiter.

-Outside-

After leaving the restaurant Peter loosened his tie and sighed. The night was still young and so was he. Yet without Ava what was the point. Still if he hurried home he could still get in a little late night Spider-man patrolling in.

As Peter was walking away a black Porsche 911 convertible with licenses plate "Unlucky II" pull up next to him. The song Bad Girls by M.I.A was blasting out of the stereo as Felicia Hardy smiled seductively at her prey. No longer play the school teacher she was dressed to kill in a black velvet peacock halter top and short leather skirt.

"_Live Fast, Die Young. Bad girls do it well. Live Fast, Die Young. Bad girls do it well."_

Felicia turned down the music so she wouldn't have to talk over it. "Isn't it a school night Mr Parker?"

"Are you worried about my extracurricular activities Miss Hardy? And didn't Ava trash that car?"

"Well you know me well enough so care to take a guess at how many black 911 convertibles I own?"

Peter only had to think about for a moment. "You have nine of them don't you?"

"Well I only have eight of them now. So how about you Mr Parker, you look like your date just stood you up."

"That's not what happened."

"Oh, then where is she?"

"You don't seem very upset about me going out with another girl?"

"I'm a big girl and I can handle a little competition." Felicia leaned across the passenger seat so Peter could hear her better and make a display of herself. "But really between me and Chola Tiger it's not much of a competition is it?"

"Over looking the fact that Ava is as Un-chola as a Puerto Rican girl can be, it just doesn't feel right comparing you two."

"This from the boy who's dating both of us."

Peter didn't have a comeback for that.

It was the truth.

Peter may care about Ava deeply but he liked being with Felicia to. Ava was bothered by this and Peter knew it was troubling her but Felicia treated it all like this was some game.

Felicia opened her passenger side door. "Come on I'll give you a ride."

Without even bothering to consult the better angels of his person Peter got into Felicia's car. He didn't even buckle himself in as Felicia peeled rubber and spend off into the night.

Peter loosened his tie all the way and letting it fly off into the wind."This isn't the way to Queens."

Felicia's seductive smirk became slightly more predatorial."I said I'd give you a ride but I never said it would be a ride home."

-end-

Peter ends his first date with White Tiger and now he's going on the prowl with Black Cat. This is quickly becoming the battle of Good Girl versus Naughty Girl.

In my mind I wanted their date to be cut short by a battle with someone but this was already getting to long and I didn't want to add five other pages to make a fight and a cliffhanger.

Also there was going to be short fight in the alleyway when some thugs made fun of Peter and Ava for being a mixed race couple. That was also got cut out but I wanted to at lest have Ava acknowledge that she was Latina.

Ava dose sound uncharacteristically down about herself at one point but I think the media's often has unrealistic and Eurocentric ideas of beauty effect every in some negative way.

Again not that I think Ava is down on being Puerto Rican and in fact I think she's quite proud of her heritage in the comics. It's just that human very human thing of thinking that 'Would he/she like me more if I was more/less like so and so'

This is getting too heavy so let's just move on.

I picked up The Avengers last week and so I worked Iron Man, Hulk and Thor into Peter's imaginings.

And once again I've gone off my original train of thought so I'm making it up as I go.

As always be kind and share your thoughts, criticism or ideas in a review.


	5. Chapter 5

Ultimate Spider-man is owned by the fine and wonderful people of Marvel and Disney. I would like to assure those wonderful people and their armies of lawyers that I make no money off my use of their intellectual property.

What do you know I have a over a hundred reviews. I'll have to do my "Hundred Plus Review Happy Dance."

**The author steps away from the computer, moves his chair back and then proceeds to do 'The Macarena'**

**It is a spectacle as frightening as it sounds...**

Joking aside thank you all for your reviews, support and criticism while I work this out.

Also to the guy or gal guest reviewer calling themselves Spider-man who wants to know how to join I'll walk you though part of it.

Firstly you need two things, one is a valid E-mail account and second is that you must be a lest thirteen years of age.

If have both of those then look up at the top of this page in the blue border where it say [Login / Sign Up] and click on Sign Up. The web page will take you through the rest of the registry process where you make your user name and password.

Beyond that just remember that there is a living person on the other end of the keyboard and try to treat them respectfully.

There goes my good dead for the year so let's move on.

Cross My Path

By Slayzer

-Felicia's Penthouse-

The elevator door sealed shut behind them as Felicia lead Peter into her penthouse. The sleek ultramodern furniture blended seamlessly with a large collection of cat themed paraphernalia. Peter took a moment to admire an collection of ancient Egyptian cat statue shelve. If this place said anything it would be wealth.

"So this is how the other half lives." Peter said admiring the room.

"Try the top one percent but feel free to look around while I slip into something more comfortable."

"A halter top and miniskirt combo are uncomfortable for you?" Peter asked jokingly but Felicia had already started to undress while he was still in the room.

Peter's eyes almost popped out of his skull as he watched Felicia pull off her halter top as she was walking away from him. His eyes traveled down her bare shoulders and back. Peter could also see the outside curve of Felicia's breasts bounce with every step she took.

Felicia walked behind a Japanese paper screen to finish changing. While the screen did block Peter's view he could plainly see Felicia's shadowy silhouette and it gave vivid details of her body. There was a black leather armchair siting just in right place for Peter sit down and enjoy the show.

Make no mistake, it was a show Felicia was putting on to be sure.

Peter smirked to himself as he sat down. 'It's not that Felicia doesn't know that I'm watching. It's that she wants me to watch.'

Felicia's silhouette unfastened her skirt and pull it down her long shapely legs. She bent over letting Peter get an eye full of she sexy round ass before straightening herself up. In his mind's eye Peter could paint in every shadowy curve of her body. Felicia then stepped into her Black Cat suit and pulled the form fitting material up over herself.

Walking out from behind the screen in her Black Cat costume it looked like she was wearing just her black silhouette. In her right hand she held her Black Cat mask. Even the way she moved toward Peter made him think of a cat on the prowl.

Felicia put her hands on Peter's shoulders so she could pull herself into his lap. Peter swallowed a knot in his throat as Felicia put on her mask and ran her hands through her long platinum hair.

"Making yourself comfortable?" Black Cat asked as she leaned back a bit as she sat on top of Peter's lap.

"I'm been enjoying myself so far." Peter said as he ran his hands over Felicia's thighs before playfully giving her butt a squeeze.

Felicia's claws came out with a snap that took Peter by surprise. It was only the lack of his spider senses tingling that told him that Cat wasn't going to hurt him.

Felicia cut the buttons off of Peter's shirt with one swipe of her claws. She then reached down and pulled open his shirt to revile his spidey suit underneath. After quickly retracting her claws Felicia scrapped her fingers across Peter's chest. Felicia purred softly as she dug her fingertips into every carves of Peter's hard chiseled abs.

Peter threw his head back and sighed as Black Cat played with him like his body was her favorite scratching post.

"Tell me Spider, is that your web-shooter I feel in your pants or are you just happy to be close to me?"

"**Yeah, she just went there."**

Peter stood up with Felicia still clinging to him and together they peeled him out of his uncle Ben's old suit. In a matter of moments Peter had been stripped down to his spidey suit. Peter then slipped on his web-shooting gloves and pulled his mask over his face.

Felicia had to take a step back to let the fact that the Spider-man was here in her apartment sink in.

"So you want help me do my favorite thing in the world?" Black Cat asked with a smile as she walked out onto the balcony.

"Spending the whole night swinging from rooftop to rooftop is your favorite thing in the world?"

Black Cat shoot a line out into the darkness and pulled it taut. "The pure freedom and exhilaration I feel doing this is absolutely the best feeling in the world. It's even better then Se..." She stop and smirked playfully at Peter. "... then my second favorite thing in the world."

"I wouldn't know anything about those kinds of things." Peter admitted and if he didn't have his mask on Felicia would have seen his face glow bright red.

"Then perhaps you'll let me teach you about all those kinds of things that Ava wouldn't even talk about." Black Cat said before she swung away into the night air.

"**Wheel of Moral Dilemma!"**

**Peter found himself standing center stage in a game show with Coulson dressed in a cheap checkered suit holding a microphone. "Mr Parker you just got a open invitation for some action with sexy cat themed anti-hero so what will you do now? Will you spin the wheel or would you like to hear the thoughts of our panel of experts?"**

**Peter looked over to see Nick Fury, Iron Man and Captain America standing behind podiums.**

**Nick Fury slammed his fist down on to his podium. "Kid this ain't my first rodeo. You keep at this hero gig long enough and you'll run into lots of bad girls in hot costumes but you can't let them confuse you. Keep your priorities straight and don't do something just because you can." Nick then hit a red button on his belt and a jet-pack unfolded behind him. "Whooha!" **

**Nick basted off and left a hole in the roof with ceiling debris strewn all about. **

"**Should I really be having this debate on a game show?" Peter asked looking around nervously at all the TV cameras. **

**Ava Ayala walked out from behind a current. "Why not? Do you have something to hide or are you ashamed? Was all your talk about how you were scared of losing me just talk? Do I mean so little to you?" **

"**Ava...?"**

**Felicia appeared behind Peter and wrapped her arms around him. He could feel her large soft breast squishing against his back. "Don't listen to her Spider. If you stay with her she'd just make you feel guilty. I just want want you to feel good."**

**Before he could say anything Ava pushed herself into Peter's arms hugging him from the front. "You know that I'm a little scared about us being together but the way I feel about you makes it worth the risk. Don't you tell me you felt the same way about me?"**

**The fake studio and all the trappings fell away and the only things left were Peter, Ava and Felicia as the girls had him sandwiched between them.**

"**Don't you care about me more?" Ava asked breathlessly as she panted into Peter's left ear.**

"**Don't I make you feel good?" Felicia asked seductively as she chewed on Peter's right ear.**

**Peter just stood there unable to act while he closed his eyes and tried to block out the questions the girls whispered in his ears. Then just when Peter didn't know if he could take anymore Ava and Felicia asked him the same question.**

"**Which one of us to you love?" Felicia and Ava whispered into both of Peter's ears with soul crushing stereo. **

"I Don't Know!" Peter answered loudly to Felicia's empty balcony.

Peter had left his surreal fantasy world and was back in the real one. It had only been a few moments and he could just see Felicia at the edge of his vision before she swung completely out of sight. Feeling more frustrated and confused then Peter had ever been before he still followed Black Cat out into the night.

-New York skyline at Night-

Spider-man easily kept pace with Black Cat as they swung from rooftop to rooftop and climbed the high vertical walls of buildings. This was the best part of being Spider-man the pure freedom to go anywhere at anytime. Cat stopped suddenly and sat down on the ledge of a building and looked out on the city as an updraft blew her long platinum hair back. Spider-man sat down next to Cat and joined her looking down on a city seemed so vast but the people were all so small.

"Do you think this is the same view the gods enjoy when the look down from Olympus?" Black Cat asked as she brushed some of her windswept sliver hair from her face.

"I'm not a god."

Black Cat leaned back and smiled at Spider. "Your not a normal person either. If you've read mythology at all you'd know that nothing good comes from gods and mortals living together. The world of mythology is fundamentally divided between those who live upon the earth and those who live in the sky protecting them. You can't live with one foot in both words Spider. Because sooner or later your going to have to pick one."

"Are you saying I should stop being Spider-man?"

"I'm saying you should stop being Peter Parker and just be Spider-man."

"What?" Cat's idea sounded ridicules to Spider-man and at first he thought she was joking. The look in Black Cat's stunning blue eyes told him that was not the case and she was dead serious.

"Think about it Spider. How can you live a full life as a normal person if your always running off to save day. I hate to tell you this but there not a job in the world that will let you cut out anytime someone needs saving. The best you could hope for is some horrible low paying freelance work."

"Then I'll manage with less."

"In this city? Look even without the money issue you still have to ask yourself, dose the world need Peter Parker more then it needs Spider-man? Of course you know the answer to that one already."

Peter Parker could live a hundred lifetimes as himself and still not do half the good that one Spider-man has done so far.

Cat saw an opening and pushed harder. "The things you call family and friends are just constructs that hold you down with chains of guilt. I can show you how to life your life without them and the confines of society. I could teach you how to be free from it all Spider."

This wasn't some 'come to the darkside' offer that other villeins had made to Spider-man. It felt more like a girl asking a boy to run away with her so they could live together in some kind of endless summer. Cat's words even had that same childlike naivete to them but Spider-man could believed every one. If he'd just stay with Black Cat she could free him from the responsibility and guilt for his uncle's death. No more hiding his face under a mask and no more burying his unresolved feelings of shame, guilt and abandonment under some lame jokes and a fake smile.

And yet there be no more Aunt May, or M.J, Harry or SHIELD in his life.

There be no more Ava Ayala either.

"You don't have to answer me right now. Just think about what I said and what I can do for you." Black Cat said as she got to her feet and fired a grappling hook off into the darkness. Cat then swung off into the night with Spider-man right behind her.

Once again the lights from the highrises and skyscrapers of the city became a blurs as Spider-man and Black Cat swung through the night. So far it had been a peaceful night and like many of his patrols it seemed like nothing was going to happen. That was when his Spidey-sense went off the scale.

Spider didn't even have time to shout a warning to Cat when a white shape seemed to jump out from no where and tackle her. All he could make out from the shape was that it was all white, moving incredibly fast with a graceful and deadly accuracy.

What more did Spider-man need to figure out who it was?

Spider-man swung down to the rooftop and found White Tiger standing over an injured Black Cat. That initial surprise attack from White Tiger took a lot out of Cat and she was struggling to get to her feet.

"I'll deal with you after I've finished with her." White Tiger said without even bothering to turn around to face Spider-man. Peter didn't even need his Spidey-sense to feel the aggression in Ava's voice.

Black Cat manged a pained smile. "What's the matter Kitten? Your acting like someone tied your tail in a knot."

White Tiger lashed out with a sharp kick to Black Cat's ribs and the other girl recoiled at the impact. Cat rolled away and got to her feet sluggishly as Tiger slowly stalked toward her.

This time it was Cat's turn to take Tiger by surprise and slashed Tiger across her stomach with her claws. Tiger countered with her electric-claws digging into Cat's shoulder drawing both blood and electrocuting her. Cat responded by grabbed a fist full of Tiger's long black hair and pulled Tiger's face to down to meet her knee.

It wasn't long until all form of disciplined martial training was lost and the two cat girls resorted to rolling around on the floor clawing each other.

Spider-man just watched on in shock at what he was seeing. This wasn't a little foxy boxing, this was mortal combat. This was two girls that he cared about trying to injure each other in the most animalistic way possible and it was all his fault. Spider-man walked forward trying to put himself between the fighters as Tiger and Cat clawed and grabbed each other.

"Hey how about we just take a moment and talk this out?" Spider-man said helpfully.

"STAY OUT OF THIS!" both females hissed as Spider tried meekly to break up the fight.

White Tiger sounded so pissed that he thought she may have given in to her wild side again but Black Cat seemed to be both intrigued as well as mad. It was like the master cat bugler was excited to see White Tiger's vicious wild side. As he was thinking about how to stop this his Spidey-sense flared up again.

Spider-man dove forward and grabbed both Tiger and Cat as a steel tentacle ripped through the roof. A few dozen Octo-bots were crawling up all four sides of the building trapping the heroes.

"I don't suppose you two would be willing to table your disagreement until after we've survived this mess?" Spider-man asked as he, White Tiger and Black Cat got to their feet and went back to back to back.

"This doesn't get you off the hook." White Tiger stated simply as she felt a Wolverine like need to shred something with her claws

The three heroes broke apart and covered a different side to the roof as Octo-bots swarmed around them. Spider-man caught one Octo-bot in a spiderweb net and swung it around like a wrecking-ball smashing three more.

Black Cat slip through the tentacles of another bot as her razor sharp claws tore through the mechanical appendages. She smirked to herself as delimbed the robot. "These things look like them crawled out of one of those nasty Japanese cartoons. Just touching these perverted looking things makes me want to take a shower."

"What are you blathering on about now!?" White Tiger yelled as she flew through the air like an acrobat smashing one robot before pouncing on the next.

Just then an octo-bot manged to snag White Tiger midair. It's steel tentacle warped around Tiger's body trying to crush the life from her. Ava could feel the breath being squeezed out of her as her strength started to abandoned her. This would be a good time for Peter to get back on Ava's good side by saving her life.

Rescue however came from an unexpected corner.

Black Cat fired a grappling-hook through the Octo-bot's green lens eye. The line winched taut and pulled Cat right to robot's core. Cat's claws gouged out the machinery that made up the robot's brains. She then kicked off the broken husk of the robot into a back flip.

"Your welcome Kitten."

White Tiger thanked Cat by slapping her hard across the face once. Cat licked a small trickle of blood from her lips and smiled. "So I take it we're not going to have a Girl Power moment?"

"What the hell is your dysfunction anyway?"

Black Cat shrugged haplessly. "If I'm honest it's Kleptomania. Whenever I see something I want I just get this overwhelming desire to make it mine. However that night I meet you and Spider it was the first time I had those manic passions for people."

"This isn't a game and Peter isn't an object for your amusement!"

"Has Spider ever told you that your very pretty when your angry?" Black Cat said as she ran two fingers down White Tiger's cheek, neck and shoulder. White Tiger could feel the sexually charged energy in Black Cat's fingertips as they sailed across her bodysuit.

That was enough to make Ava shiver in her catsuit and that both frightened and intrigued her. "Wait are you...?" Tiger started to ask as she backed away from Black Cat.

"When I see that object of my desire is already in a matched set then I just have to have them both. These lustful feelings of passion I have aren't just limited to items..." Cat then purred at Tiger. "...or gender."

White Tiger quickly tuned around and walked away. "I'm going to go fight robots over here. You just stay on the other side of the roof."

Black Cat knew working down White Tiger would be far more challenging then Spider-man but nothing worth while was ever easy. She'd be happy with just Spider but it wouldn't be like her to only take what was with reach. Seeing first hand the burning animal instinct White Tiger kept just under the surface made her very attractive to Black Cat.

That whole exchange was lost on Spider-man who was too busy fighting for his own life at that moment. He managed to rip apart five more Octo-bots and it felt like they were though the worst of it. Already more then 3/4's of the robots were trashed on the rooftop or junk on the pavement below. The last wave of Octo-bots held back and ringed the rooftop.

Then the robots started to bleep in a synchronized metric way.

"Tiger, Cat It's Time To Go!" Spider-man yelled as he rushed to get both the girls and himself the hell out of here.

Black Cat and White Tiger didn't need spider-sense to recognized a countdown when they heard one. Both girls put aside their animosity and awkwardness and grabbed on to Spider-man. White Tiger was on Spider-man's right while Black Cat was on his left. Spider-man didn't have time to enjoy being sandwiched between such beauties as he made ready to web-swing away.

Spider-man's feet had just left the edge of the roof when the top three floor went up in a massive explosion and fireball. Spider-man shielded the girls from harm by pulling them close so his back would absorb the fire and shrapnel from the blast. Even through the pain Spider-man was self-aware enough to know that he and the girls were now falling uncontrollably.

Spider-man barely had the power to move his burned wounded arms. Also as weak as he was now he would need one arm free to shot a web line and the other arm could only hold one of the girls.

Peter would have to let either Black Cat or White Tiger fall to their death.

Well if Spider-man could only save two lives then it wasn't a hard decision for Peter to make.

Spider-man let got of both girls.

As the girls fell away from him he took off his web-shooters and slipped one onto each girls wrist. Then before it was too late Spider-man quickly hit the emergency web-parachute buttons.

"Spider-man!" White Tiger and Black Cat yelled as an updraft lifted them higher into the air while he fell like a stone. Peter took a few moments to appreciate his good work in saving both Ava and Felicia's lives.

Then his battered body smashed the roof of a park car.

-Somewhere Else-

Peter opened his eyes to find himself floating in a cool soothing whiteness. His body felt light and there was no pain.

"Am I dead?" Peter asked the white nothingness around him.

He heard Felicia's laugh and the world became clearer to him.

Peter was laying in a hospital bed with it's cool white sheets blending into the sterile white walls. Sometime must have past because he didn't feel any pain and there where no injures that he could see on his body. Looking to his right Peter saw Felicia was in bed with him.

Peter also became quickly aware that he was naked and Felicia was almost naked if not for a pair of black silk bra and panties.

Felicia smiled seeing the look on Peter's face. "Your not dead Spider but I can understand why you'd think you woke up in paradise."

"Cat?! What are you doing in my bed?!"

"Nothing yet." Felicia answered easily. "I was told to keep my claws off you until the nurse had a chance to look you over."

The door opened as the nurse walked in and Peter's mind was blown.

Ava walked in wearing white lace panties, stockings and garterbelt with a fake nurse's shirt that barely came down to her waist.

"How is the patient doing today?" Ava asked as she sat down on the foot of the bed.

"I think he's ready for his checkup." Felicia said as she crawled toward Ava and started to pull open the buttons of her nurse's shirt. Ava blushed but didn't resist Felicia's hands.

"Do you like watching this kind of thing Peter?" Ava asked as Felicia kissed the Latina girl's neck. Peter just looked on as Felicia left a trail of kisses down Ava's neck, collarbone and the valley between her white lacy bra.

Felicia pulled her head up and gave Ava a quick kiss on the lips before both girls pulled away from each other. "Now then shall we begin the examination of the patient?"

Both girls advanced on the helpless boy and Peter was more then willing to surrender. As the three of them took turns kissing each other Peter couldn't help but hear seventy's porno music was playing somewhere overhead.

'Who is playing that music?' Peter wondered as he kissed Ava while Felicia playfully bite his ear.

There came a loud bang as the door was knocked from it's hinges. An all blue Spider-man with wings and halo walked into the room.

"Is this really the time to be having some adolescent threesome fantasy?" The fully grown Angel Spidey asked.

The porno music cut off and another Spider-man, this one in all red with horns stopped filming the scene. "Lighten up fruitcake. You know every well that those morality pigs at Disney will never let him get laid." Devil Spidey said putting his camera down.

"I'm dreaming now aren't I?" Peter asked as if the over the top male fantasy wasn't enough the two fully grown figments of his imagination sealed it.

Ava looked at Peter and rolled her eyes. "You probably should try to wake up now."

-New York Street-

Spider-man sat up in jolt from the ruins of the car that had somewhat broken his fall.

That quick movement was almost enough to have the pain from his protesting limbs send him back under. Spider-man's costume was burnt, lacerated and he most likely had several bones broken or fractures and a shoulder that was dislocated or broken. But he was alive and even with the pain that was a good feeling.

Spider-man tried to move and then thought better of it. So he laid back down in the human shaped indent he made on the car. Looking up he could see White Tiger and Black Cat safely float down to the ground and quickly run to him.

White Tiger was calling for a shield emergency medical evacuation as Black Cat did her best to tend to Spider's injuries. Laying there with two beautiful woman fussing over him the night had ended alright. For the almost getting killed part and the brain numbing pain at lest the girls weren't trying to kill each other.

The hardest part of the night for Peter was finding that he couldn't let either one of the girls go. This tangled hot mess of a love triangle that was his fault he couldn't find a way out it. First he meets Black Cat and she's all into him and then Ava's confession but then he's back with Cat later that night. It occurred to Peter that in this love game he wasn't a 'Player' but the ball that was getting smacked around by both girls.

'This kind of crap never happens to Tony Stark.' Peter though as he waited for rescue.

-Stark Industries HQ-

Happy Hogan and Major Roades waited as the sounds of combat came from the other side of Tony's double office door. Despite the explosions that shook the walls Roadie just sipped his cup of coffee as Happy read an out of date magazine.

Iron Man came tumbling through a freshly blasted hole in the wall. "Pepper wait I can explain if you'd just calm down."

Pepper Pots walked out in the Iron Man 1616 Rescue armor with the face plate down and a look of inconsolable anger on her be-freckled face. "I would love for you to explain away the Sports Illustrated bikini models."

Several scantily clad women chose that moment to sneak out of Tony's office by a side door.

Tony looked over to Roads. "Roadey you want to maybe suit up and give a hand here? Go for a little tag-team action."

Major Roades seemed more interested in the sugar dissolving in his coffee. "War-Machine dose international peacekeeping not lover's spats."

"We're not lovers! I'm just trying to keep this office a professional work environment and not his personal cat house!" Pepper said her face blushing to match her red hair.

Iron Man opened his face plate and Tony gave Pepper his best charming smile. "Your upset, I get that and maybe your a little jealous. Look were both dressed in our best supersonic capable clothing so how about we just fly off to Paris and grab a little bite to eat and talk this out?"

Pepper shut the Rescue armor's face plate and then blasted Tony with a repulsor shot. The brawling armored not lovers took their fight through several more of Tony's walls.

Happy looked up from his magazine. "I thought the Rescue armor only had light combat capabilities."

"Hell hath no fury my friend." Roades said finishing his coffee. "This is some good coffee, do you want a cup?"

"I'm good, thanks."

-SHIELD Temporary Headquarters in New Jersey-

This time when Peter opened his eyes he knew this wasn't a dream. Nick Fury had a realness about him that was transcendent when he was serious. Peter was laid out in a SHIELD medical bed with Director Fury standing over him.

"How was your big date?" Fury asked.

"It got cut short so I went out with a friend but that didn't end well either." Peter said feeling the numbness that replaced the pain in his body as he sat up. "About me and Tiger I take it you do not approve?"

Fury nodded curtly. "I do not."

Here was where the other shoe dropped and Fury would tell him to end the relationship or he's off the team for good.

"But I'm not here to be your father so there's nothing I can do to stop you or Ava." Fury then leaned in close to Peter. "However I warn you that the new Helicarrier dose not have a daycare so be mindful of how you two proceed with your relationship."

"Daycare? Why would we need a day..." Peter stopped and blushed as the insinuation in Fury's words hit home. "What?! No, no, nothing like that kind of stuffs going to happen!"

"Don't bullshit me here Parker. Do I really need to show you my 'Realist Mother-(Bleep)er in the World' T-shirt?"

"They have those?" Peter asked.

"They made me one."Fury said with a smirked and then turned to leave. "Rest up Parker. Because you'll be back on active duty when you've recovered."

"Thank you sir." Peter said to Fury's back as the SHIELD director opened the door.

Fury turned to face someone just down the hallway but Peter couldn't see who it was.

"Can I do something for you Miss Ayala?" Fury asked.

Peter could just make out Ava's hasty apology and the sounds of her footfalls as she ran back down the hallway. It was nice to know that Ava still cared about him.

Still after all that happened tonight did Ava still want to be with Peter?

-end-

You know I think Roads and Happy are so use to the craziness that is Tony Stark's life that they just roll with it.

Speaking of Iron Man my inner Samuel L Jackson always mess with that line in the doughnut shop from Iron Man 2. I keep hearing it in my mind as 'I am very real, I'm the realist (Bleep-Bleep) your ever going to meet.'

Not that I'm saying Mr Samuel L Jackson swears a lot. (just in the move rolls he plays)

All right now enough about Iron Man... …. ….

IRON MAN THREE WAS THE GREATEST MOVE EVER!

Okay really I'm done now.

This chapter felt really up in the air as a good part of it was in Peter's fantasy worlds and those were highly sexual and I may have gone a little too far with them. After all as we all know from watching Disney cartoons that sixteen year old boys and girls have zero interest in sex.

Moving along I feel I should mention that I know every little about Black Cat from the comics. Much of what I know of Spider-man I got from the 90's cartoon show and video games. I know nothing about Black Cat's origin story or how she got her skill set and powers.

So I was trying to justify Black Cat's rather wild and lustful impulsiveness when it hit me, she's a thrill seeking kleptomaniac. Now I'm sure I've lost some of the more adherent fans by making Black Cat flighty and bisexual but that how she clicked into the story for me.

So any-what-the-ma-hell that it for today and as always please leave your comments and criticisms in a review.

Thank you for reading.


End file.
